VANCOUVER, BC / ACCESSWIRE / February 4, 2021 / Credent Capital Corp. (the “Company“), a capital pool company, is pleased to announce that, further to its news releases dated December 24, 2020, and February 1, 2021, Good Gamer Corp. (the “Good Gamer“) has completed tranche 1 of its non-brokered private placement (the “Private Placement“) of 7,668,750 subscription receipts (each, a “Subscription Receipt“) at a price of $0.40 per Subscription Receipt for aggregate proceeds of $3,067,500.
The Company previously announced the proposed amalgamation (the “Transaction“) with Good Gamer which will constitute the “Qualifying Transaction” of the Company, as such term is defined in Policy 2.4 of the TSX Venture Exchange (the “Exchange“). The net proceeds of the Private Placement are being held in escrow pending completion of the Qualifying Transaction by Good Gamer and the Company.
Each Subscription Receipt, prior to the closing of the Transaction, will automatically convert into one common share of Good Gamer and one-half of one share purchase warrant of Good Gamer (each a “Good Gamer Warrant“), with each whole Good Gamer Warrant exercisable into one common share of Good Gamer at an exercise price of $1.00 per share for a period of two years (the “Expiry Date“), for no additional consideration upon the satisfaction of certain escrow release conditions, including the conditional approval of the Exchange for the Transaction and satisfaction or waiver of all conditions precedent to the Transaction as set out in the amalgamation agreement. Upon closing of the Transaction, each common share of Good Gamer and Good Gamer Warrant issued on conversion of the Subscription Receipts will automatically be converted into post-consolidation common shares and warrants of the Company. The Expiry Date of the Good Gamer Warrants may be accelerated if the average closing price of the resulting issuer’s common shares is equal to or greater than $1.65 per share for a period of 10 trading days
The net proceeds of the Private Placement are being held in escrow pending completion of the Qualifying Transaction by Good Gamer and the Company.
See the Company’s aforementioned news releases for additional information about the Transaction, Good Gamer and its business. The Company and Good Gamer will issue additional news releases related to the Transaction, and other material information as it becomes available. There can be no assurance that the Transaction will be completed as proposed or at all.
Trading in the shares of the Company is presently halted. The shares of the Company will remain halted until the Transaction is completed and approved by the Exchange.
About Credent Capital Corp.
The Company is a CPC within the meaning of the policies of the Exchange that has not commenced commercial operations and has no assets other than cash. The Company’s common shares have been transferred to the NEX board of the TSXV, and it is contemplated that at the close of the Proposed Transaction, the Resulting Issuer’s shares will be transferred to the TSXV as a Tier 2 issuer. Except as specifically contemplated in the CPC policies of the Exchange, until the completion of its Qualifying Transaction, the Company will not carry on business, other than the identification and evaluation of companies, business or assets with a view to completing a proposed Qualifying Transaction.
About Good Gamer Corp.
Good Gamer Corp. is a fantasy gaming and technology company located in Vancouver, British Columbia. GoodGamer has a subsidiary, Good Gamer India Private Limited located in Bangalore, India. With the launch of Cricket and CS:GO, the GoodGamer Fantasy app is India’s First Dual Daily Fantasy Sports and Esports gaming platform. The GoodGamer Fantasy app is a skilled based platform that allows users to enter daily fantasy contests to win real prize money.
For further information please contact:
Credent Capital Corp.
Mr. John A. Versfelt, Chief Executive Officer
Completion of the Proposed Transaction is subject to a number of conditions including, but not limited to, Exchange acceptance and shareholder approval. The Proposed Transaction cannot close until all required shareholder approvals are obtained. There can be no assurance that the Proposed Transaction will be completed as proposed or at all. Investors are cautioned that, except as disclosed in the filing statement to be prepared in connection with the Proposed Transaction, any information released or received with respect to the Proposed Transaction may not be accurate or complete and should not be relied upon. Trading in the securities of a CPC should be considered highly speculative. A comprehensive press release with further particulars relating to the Proposed Transaction will follow in accordance with the policies of the Exchange.
The Exchange has in no way passed upon the merits of the Proposed Transaction and has neither approved nor disapproved the contents of this news release.
Cautionary Note Regarding Forward-Looking Information
This news release contains statements about the Company’s expectations regarding any proposed future Qualifying Transaction of the Company which are forward-looking in nature and, as a result, are subject to certain risks and uncertainties. Although the Company believes that the expectations reflected in these forward-looking statements are reasonable, undue reliance should not be placed on them as actual results may differ materially from the forward-looking statements. Factors that could cause the actual results to differ materially from those in forward-looking statements include general business, economic, competitive, political and social uncertainties; and the delay or failure to receive board, shareholder or regulatory approvals. The forward-looking statements contained in this press release are made as of the date hereof, and the Company undertakes no obligation to update publicly or revise any forward-looking statements or information, except as required by law.
NEITHER THE TSX VENTURE EXCHANGE NOR ITS REGULATION SERVICES PROVIDER (AS THAT TERM IS DEFINED IN THE POLICIES OF THE TSX VENTURE EXCHANGE) ACCEPTS RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.